SecProbe.io

September 20, 2024
Teck Hong Ho
Chief Executive Officer
Vistek Limited
39 Woodlands Close #08-11
Mega@Woodlands
Singapore 737856
Re:Vistek Limited
Amendment No. 2 to Draft Registration Statement on Form F-1
Submitted September 5, 2024
CIK No.: 0002013100
Dear Teck Hong Ho:
            We have reviewed your amended draft registration statement and have the following
comments.
            Please respond to this letter by providing the requested information and either submitting
an amended draft registration statement or publicly filing your registration statement on EDGAR.
If you do not believe a comment applies to your facts and circumstances or do not believe an
amendment is appropriate, please tell us why in your response.
            After reviewing the information you provide in response to this letter and your amended
draft registration statement or filed registration statement, we may have additional
comments. Unless we note otherwise, any references to prior comments are to comments in our
June 21, 2024 letter.
Amendment No. 2 to Draft Registration Statement on Form F-1
Cover Page
1.We acknowledge your revised disclosures in response to prior comment 1. As previously
stated, please revise the cover page of your Public Offering Prospectus to define the terms
"Selling Shareholders" and "Resale Shareholders" so that it is clear that the Selling
Shareholders will be selling in the initial public offering at your initial offering price, and
the Resale Shareholders are named in the Resale Prospectus and will be selling after the
initial public offering.

September 20, 2024
Page 2
Risk Factors
We may be subject to regulatory penalties, page 22
2.We refer to your revised disclosures on page 100 in response to prior comment 7. Please
revise this risk factor, including in the heading, or add a separate risk factor, to highlight
the issue that share certificates representing 47% ownership of Vistek SG, the subsidiary
through which you operate, are missing and that under the Singapore Companies Act, the
previous owner of those certificates may assert a presumptive claim of ownership of
Vistek SG using the missing share certificates. Please also revise to remove mitigating
language in your risk factor, and add a bullet in your summary risk factors section to
discuss this issue.
History and Corporate Structure, page 70
3.We refer to your revised disclosures in response to prior comment 6. We note your
statement that following the discussed acquisitions, you were held by several owners,
including Mr. Ho. However, it appears from your organization chart that Mr. Tong holds
ownership, but not Mr. Ho. Please revise your disclosures to reconcile, or advise.
Resale Shareholders, page A-2
4.We note your revised disclosures on page 70 in response to prior comment 6. In this
section, please also revise to disclose the nature of any position, office or other material
relationship that each selling shareholder has had within the past three years with any of
the company's predecessors or affiliates. Please also disclose the address of Mr. Tong. See
Part I, Item 9.D.1 of Form 20-F.
Vistek Limited and Subsidiaries Consolidated Financial Statements
Consolidated Statements of Cash Flows, page F-6
5.We note your response to our prior comment 12 and your revisions to your filing. Please
clarify for us the nature of the non-cash transaction that resulted in a transfer from
dividend payable to shareholder loan. In your response, please tell us how the $1 million
proceeds from the shareholder loan flowed through the business, if at all. Further, clarify
for us if the shareholder loan was used to repay the dividend payable or used to fund the
expenses and costs of the initial public offering. Please consider revising the related
disclosure throughout your filing for clarity.
Note - 1 Business Overview and Basis of Presentation
Reorganization, page F-7
6.We note your response to prior comment 11. We will continue to monitor your filing for
the completion of the reorganization transaction.

September 20, 2024
Page 3
            Please contact Howard Efron at 202-551-3439 or Jennifer Monick at 202-551-3295 if you
have questions regarding comments on the financial statements and related matters. Please
contact Benjamin Holt at 202-551-6614 or Dorrie Yale at 202-551-8776 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Real Estate & Construction
cc:Yuning “Grace” Bai, Esq.